


How Do I Feel, What Do I Say?

by MayThePheelsBeWithYou (LOLDivo)



Category: Agents of S.H.I.E.L.D. (TV)
Genre: Alternative Universe - May Gets Captured in Bahrain, Angst and Feels, As well as Coulson with his cheesy jokes, But we do get happy prank master May in the beginning, Captain America References, Coulson becomes the new Super Soldier, F/M, Iraqi War, Melinda May is a complicated person, Melinda May is his partner, Philinda mirrors Steve & Bucky, Pre-Agents of S.H.I.E.L.D., Rating May Change, Super Soldier Serum, Tags May Change, The search for the Capsicle has not started yet, post-9/11
Language: English
Status: In-Progress
Published: 2014-10-10
Updated: 2015-03-22
Packaged: 2018-02-20 14:46:01
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 6
Words: 15,094
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/2432612
Author URL: https://archiveofourown.org/users/LOLDivo/pseuds/MayThePheelsBeWithYou
Summary: <blockquote class="userstuff">
              <p>With war looming in the very near future, Phil Coulson finds himself the subject of an experiment to recreate the Super Soldier Serum. He gains powers beyond his imagination and takes on the role of America's next great hero; but never is he seen without Melinda May, his partner and most beloved friend. Everything is compromised, however, when May gets captured in Bahrain and goes missing. When Coulson finally tracks her down, she is the Calvary, a changed woman to say the very least. Could her experience and his reactions to the serum shed light on what HYDRA plans to do with their own super soldier?</p>
            </blockquote>





	1. Prologue

**Author's Note:**

> Written by Tumblr user "hawkeyepancakes"
> 
> A/N: This was originally supposed to be a simple WinterSoldier!May vs. Cap!Coulson fic, but the more I considered it, the more I realized that there was a lot more to each of their characters that would not allow for such a clean-cut AU. I look forward to exploring as much as I can with them!  
> Also, mental manipulation (i.e. "wiping") is a huge trigger for me, so I might experiment with different plot elements so I won't have to write about it much, if at all.
> 
> EDIT: (Oct. 20) Fixed several timeframe anomalies in prologue and Chapter 1
> 
> Title taken from "Sugar" by System of a Down

**March 2, 2003**

 

_ATTN: ALL S.H.I.E.L.D. AGENTS  Lv. 2-7_

_Open call for subjects to participate in high-profile organization-funded experiment. Applicants must have at least five years of field work and be able to pass rigorous physical and psychological exams. Operative and/or Field Officer experience preferred but not required. Must be willing to undergo experimental drug treatment if selected. Compensation available. For consideration, submit CV and Form 27-EX (subject: S3 Project) to Director of Research by March 7, 2003._

"Well, that doesn't sound the least bit suspicious," quipped Agent Melinda May as she and Agent Phillip Coulson perused the announcement pinned to the department bulletin board. She nudged her partner and kicked off the little game they usually played when they were trying to figure something out together. "Whatcha feel, Phil?"

Coulson scanned over the memo again as he proposed, "I feel…that they're putting together a spec ops team who will be going into a…war-ridden, pestilence-afflicted, famine-stricken death trap."

May caught on immediately. "So you're basically saying they'd be fighting the Four Horsemen of the Apocalypse."

"It'd be a hell of a way to go, pun completely intended," posited Coulson, who then offered the other half of their inside joke. "Whatcha say, May?"

"I say…from the way it's worded, it looks like the assessments are going to weed out the weak ones and leave a smaller group to test this mystery drug." May glanced at Coulson from the side and smirked. "Could be fun."

"But they're not even telling us what the purpose of any of this is," Coulson observed, "Who's to say they won't try to inject us with something weird like…I don't know, spider DNA and try to turn us into spider-people? For science?" He wiggled his fingers in front of him for effect. Peals of laughter rang from Melinda May's mouth. She mimicked Phil Coulson's hand motions and they both shouted "SCIENCE!" at the same time, which caused even more giggling.

Anyone walking by who knew them would not have questioned this random synchronized outburst; Coulson and May had been inseparable since their academy days. Given they were thirteen years out of the academy, though, the duo had to cut down considerably on the tomfoolery for which they were most well-known. An inside joke was considerably less dangerous in the field than a prank, no matter how cleverly executed (though the actual bug they had placed in Rumlow's earpiece in Tel Aviv was one of May's best ideas yet). 

For the acquainted onlooker, then, seeing Agents May and Coulson laughing in the middle of a department hallway was practically commonplace. But the two were aware that a select few higher-ups would not look kindly upon their outburst, so they eventually reined it in and refocused their attention. Coulson caught his breath and spoke first. "You said it 'could be fun', May. Are you seriously considering signing up?"

May shrugged. "I'm game if you are." 

"You're not afraid of possibly getting turned into a spider-woman?"

"Not if your spider-ass is right there with me. Whatcha feel?"

When asked to describe this unusual partnership, other agents who had been in their class, more often than not, would use words such as "the best" or "masters," no matter if it applied to working, training or pranking. Some of their colleagues even referred to them as "Philinda", so rarely did they do important things without each other.  Despite this, the true nature of their relationship had always been a source of confusion and unresolvable bets. Nobody could tell if they were dating, sleeping together, secretly married, or just exceptionally good friends; anyone who asked either got "That's classified" or the middle finger as an answer.

Whatever their relationship might be, it was the type of bond that would make Phillip J. Coulson follow Melinda Qiaolian May to the ends of the earth to keep intact. Unknown drug or not, if May was going to get herself involved in something that could be dangerous, Coulson would be right there beside her. If that qualified as love, well then…

"I feel…we've got some papers to send in by March 7."


	2. Good Men, Perfect Women

**Summary for the Chapter:**

> Neither Coulson nor May expect to be chosen as finalists for the Super Soldier Serum experiment. Fury, meanwhile, expects to get a commitment from one of the agents, even if it means pushing them a little...

**March 16, 2003**

 

One of the first things every S.H.I.E.L.D. agent learned, no matter which of the three specializations a cadet was in, was that power can be found everywhere. For instance, numbers held power; not exactly in quantity, but in how they were used. Sometimes three hundred thirty-five applicants had to be sifted through in order to fill twenty-four spots for a highly classified experiment, only twelve of whom would be making it to the end of the trials. Two eight-hour days could fly by despite being crammed with six physical tests, three psychological examinations, one polygraph, one weapon aptitude test, and a lab test. One free day after that could turn into twenty-four long hours of waiting. Most importantly, and this was the most difficult number set so far, the director of S.H.I.E.L.D. could be deciding which one out of two final candidates would take on a role that the organization had not needed since before its conception.

Phillip Coulson had not expected to make it as far as he did. He had only elected to participate in this "experiment" because his best friend Melinda May had convinced (he preferred to think of it as "challenged") him to do it with her. Like the other twenty-two subjects, they had signed up unwittingly, knowing only that the most successful candidate would become "sorta like S.H.I.E.L.D.'s version of Miss America, but not quite," as the Director of Research had so eloquently explained. Half of the participants got eliminated, almost at random, during the course of those two days. When Coulson was the only candidate who fell flat on his face and broke his nose during the final physical exam, he thought he was done for. Other people had run faster and shot straighter than he; yet he was never asked to leave. Then he had gotten the call to report to Director Fury's office that morning. Maybe the psych part had something to do with it. Could all the other candidates have given less satisfactory answers than he had given? That seemed quite unlikely, because Coulson had ended up confessing his tendency to masturbate when he was stressed, as well as his still-present childhood fears concerning cockroaches and cemeteries. The arrival of another person startled him out of his thoughts. Agent Coulson was shocked to find himself standing next to Agent May, his best friend who had completed every portion perfectly as far as he could tell.

May figured that she had been chosen for a reason, but not exactly because she had done well. She had watched multiple candidates be suddenly eliminated for reasons that were never explained. One notable example had been when another agent had a thirty meter lead on May in the relay, yet they had been asked to leave the track when they were fifty meters from the finish line. Also, for as serious and in-the-zone as she could be during training and missions, Melinda May had a sadistic prankster streak that was a mile wide. That much she had made known in the psych part, during which she admitted to instigating and eventually leading the Epic Ops Academy Prank War of '86-'87. Such a blatant flaw should have kept her from even being selected for the experiment. But seeing Phil Coulson already in the office did wonders for her worries; they must have done something right, or marvelously wrong, for the two of them to be facing S.H.I.E.L.D.'s director together.

Now the two agents were standing in front of Director Nick Fury's empty desk. Less than a minute later, Fury himself entered the office through a hidden side door in the wall which sealed shut seamlessly behind him. In front of lesser authority, May and Coulson would have been fidgeting and whispering jokes to each other. But for S.H.I.E.L.D.'s director, both Level 6 agents stood perfectly still with their hands behind their back, silent even in their breathing. Fury sat down with two folders tucked under his arm, and Coulson spared a quick glance at May in slight envy. She had always been better at maintaining a poker face and acting completely serious in any type of situation. Anyone who dared to cross May was treated to an cold glare and a stony voice that could make "That's not funny" sound like a death threat.

Director Fury opened the two files in tandem and examined their contents. No words passed among the three occupants in the room for several moments. Then Fury asked a single unexpected question:  "Have either of you heard of the Super Soldier Serum?"

May simply gave an affirmative nod and said, "Yes sir."

On the other hand, Coulson's eyes went wide and his mouth started running before he could control it. "That was the formula developed by German scientist Dr. Abraham Erskine, the same serum that turned Steve Rogers into Captain America and Johann Schmidt into the Red Skull. Erskine was killed before they could make any more,  so Captain America was the only success to have come out of it because the serum enhances qualities that a person already has, and Erskine had specifically chosen Steve Rogers because he was, and I quote, 'not a perfect soldier, but a good man,' so naturally the serum turned Schmidt into a monster of sorts while Captain America was about as perfect as they get. Not to mention the super-strength that comes with it, which made…" He slowed down as the possibility suddenly dawned on him. All those tests, analyses and questions had to have been for something. "Wait a minute…are you saying that…have they really…?"

"I appreciate the history lesson, Agent Coulson, though a simple 'yes sir' would have sufficed," Fury stated. "Our duty is to serve and protect, and we are constantly looking for ways in which we can do that more effectively. After what happened on 9/11, we decided to prioritize a project that has not been touched in decades. Simply put, our country needs a hero right now more than ever. Who better…" The director reached for something underneath the desk, "…than someone like Captain America?"

Coulson's gasp was clearly audible as the First Avenger's shield, complete with its original paint and bullet scuffs, was placed gingerly on the desk by Nick Fury. Memories from Phil's first weeks in Washington, D.C. came flooding back to him; he had almost missed his first day of work at S.H.I.E.L.D. because he wanted to see the newly renovated Captain America exhibit at the Smithsonian on its first day of reopening. That same shield was the last item visitors saw as they left the exhibit hall. Coulson began to wonder if Director Fury had just borrowed it for symbolic purposes, or if he was really planning…

May's question interrupted his thoughts. "So this whole test was about seeing who's going to bring back Captain America?"

"Yes and no," answered Fury in the enigmatic style he was known for, "R&D over in Science has been trying to reconstruct a formula relatively close to the Super Soldier Serum, based on a single drop of Rogers's blood found on this shield. It's the only DNA sample of Rogers that former Director Carter authorized us to preserve. What we're aiming for is more like having a modernized Captain America figure on standby if the need should arise. I say 'figure' because this person won't be a Cap clone, and we probably wouldn't be able to use that title anyhow. A lot will depend on whether or not the serum works, and what it can do if it does.  If it is successful, this figure would gain all the access of a Level 7 agent and then some, as well as serve in both public service roles and highly classified missions. They've purposely only made enough for one person, though. That's why each of you," he glanced at both agents in turn, "has one minute to give me a damn good reason why you deserve to be the next great American hero."

Coulson and May looked at each other with similar uneasy expressions. It was straining enough to be pitted against each other as "the final two", but to have everything ride on their unprepared answers to a single question was bordering on cruelty. Coulson mouthed _Whatcha say?_ to May, who averted her eyes to the floor slightly to the left. That meant she wanted Coulson to go first; he cleared his throat to seal the deal.

"Director, I joined S.H.I.E.L.D. as a young man who lacked both family and direction, sort of like Captain Rogers," Coulson began, "I remember telling you when you when we first met that if I could even do one-eighth the amount of good that Captain America in service of our country, it would be the best life I could hope for. That man was my hero growing up, and I would have given anything to be like him." He paused for a moment as though struck by a revelation. "That being said, I can't help wondering whether or not I truly earned this chance. I was chosen even though I did not complete the final physical test, which leads me to believe that this whole thing must have been slightly biased. While I appreciate your consideration, sir, and as much as I'd give anything to be like Captain America, I can think of at least one person who would be better much suited for this than me. I feel…" Coulson took a much-needed deep breath, "I believe Agent May should get the serum, sir. She is what so few people can ever hope to be: a perfect soldier and a perfect woman."

Fury cocked the eyebrow over his visible eye with incredulity, but said nothing. He then turned to May in a silent request for her rebuttal.

"In all honesty, sir, I too have my doubts about the legitimacy of those tests. But this I'm sure of: if anyone in S.H.I.E.L.D deserves the chance to be a super soldier, it's Agent Coulson," she responded bluntly, staring straight at Fury. "He fits the role much better than I. The people will be looking for a hero they can relate to, and I can't be that, not even if I'm as 'perfect' as Coulson thinks I am."

Coulson turned to face May directly, his disbelief evident on his face. "Melinda, don't say that! You'd be an excellent fit, believe me. I'm not sure what the exact testing criteria were, but whatever got me to this point was probably sheer dumb---."

"You were both selected because you were ideal candidates, not because you're flawless," Fury interrupted, "and you both exhibit talents and skills that would best serve our purposes, albeit in starkly different ways. If it helps you sleep at night, call it nontraditional grading. But one of you is walking out of here with a signed waiver; otherwise that's decades of research down the crapper. We've also just gotten word that the President is going to declare war on Iraq in the next few days, so we would need our super soldier as quickly as possible. What I need to know is, who is it going to be?"

"Give Coulson the serum, sir," May immediately insisted, her eyes never straying from the director's face. "I don't want it. Simple as that. I'm sure if Erskine were here, he'd say that Coulson has more empathy and compassion, a sense of justice that trumps any sort of personal agenda. No doubt he'd say I was too selfish and unforgiving, too disillusioned with the world to be of service to it."

"Melinda, please…" Coulson muttered helplessly. May turned to face him directly.

"If I recall correctly, you said the serum enhances what a person already has. What if the serum turned me into a monster, Phil, did you ever consider that?" May proposed with that chilling, stony voice she used when she was deathly serious. "At least with you, the serum would only have good things to bring out. There are parts of me that cannot afford to be enhanced. You know what I dealt with at home and at the Academy; there's a reason why I enjoyed causing trouble. What if it turned that past mischief and cunning into psychosis and homicide?" To this, Coulson had no response. 

Fury used the resulting silence to add, "If neither of you takes the serum, I won't punish you. I can't speak for anyone else Level 7 and up, though; this is the most anticipated project we've worked on in the past twenty years. It'd be a shame to let them all down, and there's no saying that they won't take it out on you two. A botched drug test here, an assignment to the Fridge there…"

It took Coulson a moment to gather himself after that. All the stories and confessions May had shared with him over the years came to the forefront of  his mind; a strict father, a frequently absent mother, an impulsive marriage that ended in agony…and that was just what she had told him about in the first month. It had never been his intention to press May into doing something she didn't want to do, no matter what her logic was behind her decision. But someone had to do it. Perhaps Phil _could_ do something for her, then… "Alright. I'll do it. I'll take the serum," announced Coulson, "but only under one condition: Agent May will be my partner. Whatever privilege or access I gain, she gains as well. Wherever I go, she has the option to go. She will have the clearance to accompany me at anytime, whether it be on a top-secret mission or a public philanthropic event. With all due respect, sir, Captain America wouldn't have been who he was without Bucky Barnes; all I ask is that you let me have Melinda May."

The second-to-last thing Director Fury had expected during this meeting was to have both of his candidates initially refuse the serum. The very last thing he had expected was for the chosen agent to base their cooperation on whether or not S.H.I.E.L.D. was willing to accommodate the runner-up. Most people would have snatched up the serum and all its perks for themselves, friends and colleagues be damned; but not Agent Phil Coulson, not the biggest Captain America fanboy he had ever met in his life. One look at May's face showed that she was equally surprised about this ultimatum. Coulson was basically asking Fury to make her a super soldier minus the serum.

Truth be told, Fury had gone over the research director's head in selecting Coulson, but he decided to also consider R&D's first choice, Agent May, as a sign of good faith. Would it not be better for someone like her to be there in case the new super soldier began going down the route of Schmidt? Besides, he had to admit that he had always like Bucky a bit more than Cap. "We'll see what we can do," Fury assured the two agents. He produced a double-pocket folder which he handed to Coulson. "For now, I'll need you, Agent Coulson, to fill out this paperwork and turn it in to my secretary tomorrow before 3pm. Be sure to read over the info about pertaining to your medical appointment this Thursday. In the meantime, I will discuss your terms concerning Agent May with the Council. You are both dismissed, and take the rest of the day off with pay."

Coulson and May thanked Director Fury before leaving the office together. Once they were out of the director's wing and in the top floor's main lobby, Coulson clutched the papers to his chest and let out a loud sigh.

"Whatcha feel, Phil?" asked May concernedly.

"I feel like I've just won the lottery and taken a cannonball to the gut," he groaned. "I mean it's awesome, holy shit, but what if I fuck up? I didn't accept immediately because I was scared of that. I still think you'd do a better job than me."

May stopped and faced Coulson head-on, a hint of that cold look creeping back into her face. "Is that why you kept refusing? Because you think I'm so goddamn perfect and you had the audacity to tell Fury so, even though it isn't true?"

"That's not what -- well I wanted -- I-it's…" Coulson stammered as he came to a halt and collected his thoughts. "Melinda, listen. I care about you. A lot. More than anyone I've cared for outside of my own family. I didn't want the serum for myself if it meant taking away an opportunity that you. I thought you deserved that opportunity…I thought you would _want_ it more than I did, based on what you've been through. I'm sorry for making that assumption."

They had paused a few yards away from the elevator, and May silently gestured towards it as people got off. Coulson followed her in and pushed the first floor button before anyone could get on with them. The doors shut and the car began its sixty-level descent. After about ten floors of tense quietness, May finally spoke. "Don't you want to hear what I have to say?"

 Coulson let out a breath of relief. At least she was willing to break the silence, and he was more than willing to oblige. "Whatcha say, May?"

May took her time answering. "I say you overthink things too much, but it's understandable. It's not everyday you're asked to transform yourself in such a drastic way for your country, and it's scary as hell when you don't think you’re up for it. That's actually kind of the reason why I refused it, too, you know. If it were between me and anyone else, I would have vied for that serum with every fiber of my being, because I don't know them. I wouldn't be able to trust them because I wouldn't know what qualities the serum would have to work with. But with you…I know you're a good man, Phil, and sometimes good is better than perfect. I'm nothing next to you, not where it truly counts."

"That's funny, I feel the same way about you," retorted Coulson, cracking a smile. "I guess that's one thing we both have in common with the immortal Captain America, our unwillingness to accept any more than we think we deserve. Who knew being a stubborn jackass could be so patriotic?"

May could not help the chuckle that passed her lips. The elevator doors opened then and a few people got on at the twenty-fifth floor. Coulson stepped closer to May to make room as the car accepted more passengers at almost every subsequent floor. By the time it reached capacity at the tenth floor, Coulson was firmly sandwiched between the wall and May, who had locked one of her hands with his and brought it around her waist. She couldn't grab his other hand because it still clutched the folder, a sobering reminder of the change that was to come. But when the elevator emptied at the first floor and Phil led her out by their interlocked hands, Melinda suddenly knew; if Phil had suddenly been forced to free one of his hands right there and then, she knew he'd have a tough time explaining how a bunch of confidential documents had gotten scattered all over the agency's front lobby.


	3. 21st Century Serum

**Summary for the Chapter:**

> The time has finally come for the new Super Soldier Serum to be tested. Nobody knows for sure how the serum will affect Coulson, but he decides to go forward into what will prove to be uncharted territory...

**March 20, 2003**

 

"Whatcha feel, Phil?" May  inquired casually as she rested that day's newspaper on her knees. They were in the bioengineering department, which was one floor below the biomed department where Coulson had done his medical exams that morning and the day before. The small, sparsely furnished waiting room next to the elevator lobby was empty except for them. Not even the receptionist was visible; that person sat behind a heavily tinted window with a small speaker embedded in its center. Melinda could see that Phil was tense, and that had prompted her to ask her portion of the two-part inside joke they shared.

Coulson tried to relax as much as the cold plastic chair would let him. "I feel nervous as hell because the president declared war on Iraq yesterday, just like Fury said he would." He tapped on the front page of May's newspaper, saying, "This is probably what they're going to toss me in the middle of, if the serum works as expected."

"Us. It's what they're going to toss us into, Mr. I-want-May-to-be-my-Bucky-Barnes," May reminded him. Fury had been able to grant Coulson's request to make Melinda May a Level 7 agent with all the same special clearance that he had. It was the only reason why she was able to sit in the waiting room with him; anyone who was not directly involved in the project had been asked to clear the entire bioengineering floor. She had initially been reluctant to have anything to do with the serum, but letting Phil do something this unpredictable without her was not an option. At least in this capacity, she could keep an eye on him.

"Agent Phillip J. Coulson," droned an indistinct voice from the intercom, "Dr. Morita will see you now. Please proceed to the end of the hallway."

The door next to the tinted window slid open. Coulson and May stood and passed through the threshold side by side, walking by neat rows of identical doors for a good two hundred feet until they reached a single frosted glass door at the end. It opened inward to admit them, and they entered into a large laboratory with a vaulted ceiling. Instruments and computers were situated in a circular formation around the center, where a metal pod ten or so feet in length was positioned on a hydraulic incline. About one floor up was a lofted area overlooking the lab, where a handful of scientists stood at the glowing panels and modules.  One of these scientists came to the loft railing and gestured erratically for May and Coulson to come up the side stairs. She appeared to be in her mid-fifties, her graying hair gathered in a neat bun.

"Good morning to you both. My name is Dr. Stephanie Morita, lead researcher of the S3 project," greeted the scientist as the two agents cleared the flight of stairs. "I was hoping we could get started as soon as possible, but we have to run a final test on one of the modules. In the meantime, would you care to introduce yourselves?"

"Agent Phil Coulson, at your service." He shook the scientist's hand, but paused in mid-shake when a thought struck him. "You wouldn't happen to be related to Jim Morita, the Howling Commando, by any chance…would you?"

"He was my uncle, so yes, I am," she replied. "He's the reason why I joined S.H.I.E.L.D. fifteen years ago, not long after he died."

Had there not been other people in the room, Phil would have probably screeched like a fanboy. While he stood there dumbfound and starstruck, May introduced herself. "Agent Melinda May, Coulson's partner. My mother and I met your uncle about twenty years ago when he spoke at our local A.C.C." This was a piece of information she had never specifically shared with Coulson, so she clarified, "The Asian Community Center. They had that after-school program I was telling you about, the one I was in from kindergarten to tenth grade. I spent most of my time there as a kid."

Coulson was utterly gaping now. "You never told me you met a Howling Commando!"

"You never asked," May shrugged.

"That's also where you learned Chinese on Saturdays, right?" The stories she had told him about her Chinese school were enough to make him look back on his own Sunday school memories with a relative fondness.

"And some Japanese and Vietnamese. They had their classes on Monday and Thursday evenings, so I would sit in every so often when Mom or Dad ran late. I remember that's where I pulled one of my first pranks," she reminisced. "When I was in third grade, I hid in the coat closet and made cat noises every time Mr. Truong spoke. Never got caught."

Coulson could not help laughing; that was typical May behavior through and through. He was reminded of the dance elective class they had taken at the Academy, before she switched out of it in favor of Advanced Undercover. There had been one time when May had planted a motion sensing device calibrated to go off only when the instructor came in. What resulted was a loud farting sound and a very realistic smell to accompany it. He remembered most of the class running for the door because the smell had managed to spread through the entire 900 square feet of the fitness classroom.

Dr. Morita did not wait for Coulson to finish chuckling before going into an explanation of the proceedings for that day. "As I'm sure you know, what we're doing here will be highly classified. Anything that occurs in this laboratory is strictly confidential and will not be shared with anyone outside these walls." May lightly nudged Coulson, who endeavored to calm himself as a courtesy to Dr. Morita. "Likewise, we trust that you will not share this information with anybody who is not directly involved with the project. As far as the other former participants know, the study only consisted of the assessments that were issued, and the 'experimental drug' in question was in the sports drink that was provided to them on the first day." The two agents recalled how everyone had been given a sports bottle with the S.H.I.E.L.D. logo on it and told to drink its contents before the second physical exam. "Of course, they were all filled with regular Gatorade. We will not be revealing anything about this project, not even a planted rumor, until we are sure that your body has adjusted to the serum properly. At that time, we will tell the public that you went through special rigorous training to become the new you. That won't exactly be a lie, either; you will need to report here everyday for the next two weeks so we can perform tests and monitor your progress. Director Fury has also requested that training be made available in whatever areas you feel will best suit your new abilities, though three hours each of public speaking and non-profit collaboration will be mandatory. That includes you, Agent May."

Just then, one of the other researchers beckoned to Dr. Morita, who excused herself before joining the cluster of scientists gathered around one of the screens. Coulson took the moment of reprieve to properly check in with his partner by whispering, "Whatcha say, May?"

"Fuck if I'm gonna make any speeches for you, Phil," May swore just loud enough for Coulson to hear. She hated public speaking almost as much as she hated coffee. She didn't do it so badly, if one only considered exterior appearance, but May had always done it with a thinly veiled loathing for her audience. As far as Coulson knew, it was a side effect of her school days when she was teased for stuttering until she was ten.

The gaggle of scientists were now migrating towards the staircase leading down to the lab's base level. Dr. Morita bid the two agents follow, with the same impatient hand movement as before. She informed them as they descended how the last module had passed its final test, and therefore the experiment was ready to go. "We've made significant technological advances since Howard Stark's time, but we cannot afford to be any less cautious. Captain America entered our world with a bang, literally and metaphorically, which is one component of this experiment we don't want to replicate." Each scientist scampered into position at different consoles upon landing on the base floor. Coulson and May followed Dr. Morita to the largest one, which sat front and center before the metal pod. She started typing and continued to explain, "We will, however, be using many of the same methods Stark did, including the famous 'vita-ray' capsule. The serum will be administered in much the same manner as it was back then, only this time we hope it won't be as painful or blinding. All of the molecular alteration made to Rogers's body was enough to cause agonizing pain and give off a sufficient amount of light. We've made sure the viewing window was polarized just in case; the pain factor, however, is going to depend on you, Agent Coulson. Are you ready?"

Phil turned to Melinda and saw intense worry where others would see a calm and neutral face. Part of him considered whether it would have been better had he walked out of Fury's office with just May and no paperwork, disappointed superiors be damned. On the other hand, the director did have a point: Coulson would be serving his country in a way that had previously been unique to Captain America. If he really did want to live up to his dreams, would it not be better for him to seize this opportunity before it vanished? "I'm ready when you are," Coulson affirmed, partly to Dr. Morita but mostly to May.

While the pod was opening and the scientists were prepping, Coulson was asked to strip down to his boxers which were, appropriately enough, decorated with little Captain America shields. May giggled a bit and shook her head, catching the clothes that he flung at her in retaliation. Coulson was by no means a ninety-eight pound weakling; his muscles were toned but not protruding, his frame was neither skinny nor bulky, and he generally looked more like a grown man than antebellum Steve Rogers had. There was no telling how the serum would affect him physically. He gave a little wave to May and walked over to the pod which was now parallel to the floor.

In his youth, Phil had read all sorts of accounts about Captain America's origin, whether through first-person witnesses or unauthorized biographies. Almost all of them mentioned this part, but historians agreed that Howard Stark's autobiography contained the most reliable account of that day. Coulson owned a copy, and the binding was cracked in the section containing selectively detailed drawings and a general description of the capsule (not enough to allow anyone to properly pin down any part's true function). How exactly the serum had been administered back then, nobody outside of this lab knew for sure. Scholars were torn between an airborne formula provoked by an electrical catalyst, concealed needles in the pod itself, and even the possibility of there being no serum, but rather a specific manipulation of electromagnetic force that caused molecular-level change.

The polished steel exterior made this model look more sleek and modernized, but there were a lot of familiar components. Coulson lay down on the surprisingly soft cushioning that lined the interior of the pod. He recognized the chest plates and the braces that rotated into place around him, designed to hold him in place and monitor his vital signs. From the corner of his eye, Coulson saw one of the scientists turn a few knobs that controlled the incline of the capsule, a connection he made as he felt himself rise up like Frankenstein's monster on the slab. He was almost at a ninety-degree angle, but not enough to feel like all his weight was at his usual center of gravity. It was enough for him to be able to see Dr. Morita and May clearly for just a moment.

"I don't suppose now would be a good time to ask to go to the bathroom?" Phil joked as the capsule began closing up around him. He didn't think anyone could hear him over the whirring of the machinery, but right before he was sealed off from the rest of the world, he heard May's distinct laughter. Then there was silence. It all seemed very fitting; his last memory as Regular Phil would be of Happy Melinda, and hopefully he'd be able to keep it that way.

Suddenly the chest plates squeezed a bit tighter, and part of the age-old serum question was revealed: Coulson distinctly felt hundreds of pinpricks on his pectorals, like someone had slapped his chest with one of those spiky computer circuit boards. The tiny needles were gone as soon as he felt them, substituted by a gradual heat coming from the chest plates. More than the temperature, though, Coulson began to feel something else course through his entire body. It wasn't exactly pain, but within seconds, the tingling sensation became uncomfortable and he had to close his eyes. Phil almost felt a disconnection between his mind and body, as though radio static scrambled his senses. He lost all sense of time as a result, to the point where the words "second", "minute" and "hour" became devoid of meaning. It was just him and his mind for who knew how long. Then a surge of heat and pain shocked his system. He could clearly hear himself scream over the fuzz in his brain and the white that flashed behind his closed eyes; he cried out once, twice, almost three times before a sudden absence of affliction made any other noise freeze in his throat. After what felt like an eternity, he could feel his own body again, and after another little while he felt almost normal, as though the sensations he had experienced were just a figment of his imagination.

Coulson had kept his eyes shut tight since the tingling had started, but now he risked opening them a peek. He was still in the pod, and through the polarized glass window he could see the other scientists gazing expectantly at Dr. Morita. She had one hand operating the control panel while the other rested on May's shoulder. Phil could distinguish a slight wetness in her eyes that meant she was close to crying. But why? More importantly, how was he able to notice that detail through the glass from that distance?

The capsule opened up slowly and the restraints loosened their grip on him. Coulson took a deep breath, realizing he could distinguish different scents in the air more precisely than before. He exhaled and looked down at his own body with a sinking feeling. There was no new muscle mass anywhere from what he could see with his noticeably sharpened vision, and he didn't feel any taller as two lab techs helped him out of the pod and onto his feet. Coulson waved them away with one hand, his fingers brushing against a 400-thread count cotton shirt next him. In front of him, May's face spoke of deep concern, Dr. Morita's of deep contemplation.  The two women circled around the console and stood before of him. Coulson swept his hands over his almost-bare body and asked as casually as he could, "How do I look?"

Neither answered immediately, though Dr. Morita eventually replied, "Not how I expected, but your good humor is a promising sign. How do you feel?"

A shrug preceded his answer. "I don't really feel different body-wise. You don't suppose something went--" Coulson's hand flew up mid-sentence before he was even aware of moving it. He caught Dr. Morita's unexpected fist less than an inch before it came in contact with his face. For someone of Morita's age and profession, he hadn't expected her to serve such a punch with so much speed and power behind it. What was truly mind-blowing, though, was that he had reacted so quickly and reflexively. She nodded and smiled; he released his grip and muttered several apologies.

"What the hell was that about?" demanded May, her posture shifting into a defensive stance.

Dr. Morita, still smiling, rubbed at the red marks blossoming on her hand. "I figured one of three things could happen: he could be on the ground, take the punch without getting too hurt, or block it. Based on Coulson's reaction, I believe the effects of the serum in this case are going to be a lot more…" She swung her other hand at Coulson in a side chop which he also blocked, a little more delicately this time but no less baffled, "…subtle."

"I guess that could be a good thing, right?" Coulson reasoned, "I mean, at least nobody's going to be asking how I got so buff and tall in one day."

May, who had not spoken a word to Coulson yet and still refused to meet his eyes, stood within inches of him and used her hand to measure her height versus his. She had to move her hand over her head slowly to avoid triggering a response. It met with the tip of Phil's nose, as it always had.  Then she tried poking him in the ribs with her other hand, which would have ended with Phil flipping her onto the floor had she not moved her arm out of his grasp. Instead, he only succeeded in grabbing a handful of shirt and twisting it. Once again, Coulson regarded his actions in awe, as though his body was acting on its own accord.

"Should we integrate t'ai chi into Agent Coulson's training?" suggested May, still talking around Coulson rather than directly to him, "I have a feeling we're dealing with hair-trigger reflexes right now."

Phil raised his hand carefully and tried to touch his friend's shoulder. She flinched. "Melinda, I'm sorry. It's like all my senses are on high-alert and there's nothing I can…I'm just…I'm sorry." The amount of remorse he felt then was overwhelming. He might as well have tossed her into a wall twenty feet away, that was the kind of guilt he was feeling. Coulson's mind started spiraling into dark territory; had done this for her, to protect her, and now there was a chance he could harm her, she had to be scared now, that's why she wouldn't talk to him, because he lacked control, so did that mean he was now a monster, that could he hurt others, that he could start killing? All of these thoughts hit him hard within a span of a couple of seconds. Before he could stop himself, Phil was crying into his hands and sinking to his knees. He shouldn't be feeling this way, thinking such things. Could the serum have messed with his mental stability?  His guilt certainly felt amped up by several notches. Through his sobbing, he could hear Melinda shouting something…not at him, thank god. He sensed someone behind him, not close enough to be a threat, and he willed himself to stay still while the person wrapped a large blanket around him. The warmth and tactile comfort enveloped his half-naked body, calming him down considerably as he settled into its security. Phil peeked through his fingers and saw Melinda tucking the blanket around him snugly. He lowered his hands to grip its corners. His hand brushed hers and suddenly he knew so much; her fingers were cold, her pulse was faster than normal, and the fracture in her ring finger from three months ago had healed nicely.

Coulson gazed directly into May's eyes for the first time since the serum. A single tear strayed down her cheek. He dabbed at it with his blanket and tried to smile. "How do I feel? Oh, thanks for asking, May, I feel much better now that you're here. Whatcha say?"

The tenderness with which Melinda embraced Phil almost caused him to start crying again. She gripped him and whispered, "I say I'm not going anywhere, Phil. Try not to scare me like that again, okay?"

By now, the few scientists who weren't doing post-experiment analyses had gathered around them, with Dr. Morita among them. One of them helped May get Coulson back onto his feet. "We have an observation room set up for Agent Coulson to rest in," Dr. Morita offered. "One of the staff can roll in an extra bed if you wish to stay with him, Agent May." May nodded affirmatively and gently guided Coulson out of the lab behind the scientists. They used a side exit that led into a short hallway with more of the same indistinguishable doors from earlier. Dr. Morita unlocked the second one to the left and opened it for May and Coulson. They stepped into a simple yet nicely decorated room with light blue walls, a full-sized bed, a dresser with matching nightstands, and a private bathroom. Two S.H.I.E.L.D. duffel bags sat at the foot of the bed, their last name embroidered under the logo on each one. Dr. Morita explained that S.H.I.E.L.D. had provided clothing and toiletries for both of them, and assured them that the extra bed should be delivered within the hour. She suggested Coulson rest, and reminded them that he would need to be at biomed by 6am the next morning, no eating after 10pm. Before leaving, she pulled May aside near the door and whispered a few things to her. Coulson could hear them from where he sat on the bed as clearly as though they were right next to him.

"We've hidden extra-strength sedatives in your bag if you think he needs them. There's also a panic button on the underside of the dresser's top right corner. We're not a hundred percent sure that the serum's effects won't manifest themselves in violent ways for the first few days," Dr. Morita warned, "so if you feel threatened or in danger at anytime and you need someone to take him down--"

"You know he can probably hear you now, right?" May cut in at full volume, casting a knowing glance in Coulson's direction. He shrugged a little, enough to let May know that he could, loud and clear. "And don't bother about the extra bed. I'll let you know if we need it."

Dr. Morita wordlessly handed her a card and left with a perplexed look on her face. May shut the door behind her and sat down on the bed next to Coulson, who still had the blanket wrapped around him. She rubbed his back in soothing circular motions, and he let his head rest on her shoulder. They sat like that for several minutes in amiable silence.

"How long was I in there?" Coulson asked eventually.

"About an hour," said May, glancing at her watch. "There's a cafeteria at the end of the hallway if you want anything. It's almost five o'clock."

Coulson shook his head and insisted, "I think I'll just get some sleep." He tossed the blanket off himself and proceeded to burrow himself completely under the covers of the bed. May took her duffel into the bathroom and dug out some more comfortable clothes. Sure enough, there were several medication bottles hidden at the bottom, along with a gun and stun bullets. She changed into a tank top and sweatpants, then zipped the bag back up. After tossing it in a corner, Melinda joined Phil in the bed despite not being tired. She kept to her far side and eventually dozed off. When she woke a few hours later, Phil's arms were around her as he slept, no less warm or gentle than they had been before. That was one thing May hoped the serum would never change.


	4. Star Spangler

**Summary for the Chapter:**

> Coulson's abilities are discovered, refined, and put to the test. Meanwhile, May revives an inside joke from their Academy days which has unintended consequences...

**April 4, 2003**

 

Coulson had learned several things about his new self in the two weeks following the experiment.

One of the first things that became apparent was that almost all of his feelings and emotions were amplified. Following the episode when he had broken down and cried because he almost hurt Melinda May that first day, Phil had several more incidences of "overreacting," (he and May preferred to think of it as "being more sensitive"). His first post-serum psych evaluation had been a real adventure; he was perfectly sound in terms of being able to recall and reason, but if he felt strongly about something, all bets were off. When asked to "briefly describe" his interests, for instance, he spent five minutes discussing Captain America trivia, which led to six minutes crying over the tragic tale of Bucky Barnes, two minutes drying his tears as he talked about the power of love, and six minutes smiling as he shared his favorite memories about May.  The psychoanalyst hypothesized that the serum did not discriminate between positive and negative emotions, but there wasn't much that could be done about his emotional intensity since they did not want to put him on any sort of psychiatric medicines just yet. Daily meditation and t'ai chi, per May's suggestion, did end up helping a bit with the extreme fluctuations, and they served a double function of helping Coulson control his new hyperawareness of the environment. At first he reacted to almost every motion made in his direction, but he was starting to relearn what types of actions warranted an automatic response and which ones did not. Now he only acted reflexively to about one-third of non-hostile actions.

Another thing that Coulson discovered was that his physical appearance would not be a reliable indicator of his new abilities. The serum had done nothing to add even the slightest bulge to his biceps; yet he was now running ten miles without breaking a sweat, lifting over 500lbs, and working out whenever he had the chance. Though Dr. Morita was shocked by the lack of visible development, his power exceeded all of her expectations. Tests later revealed that while his body looked the same, his bone and muscle density had increased dramatically. "Compact" had been one of the kinder words Morita had used to describe him.

Through it all, Melinda May was always there as his friend, training partner, and confidant. She insisted on partaking in the same type of training Coulson did, even if she was a bit slower in running and only able to bench half as much as Phil could (which was 200lbs on her part). May worked directly with Dr. Morita to come up with the daily regimen for the up-and-coming super soldier. She knew Phil almost as well as herself, so she helped tailor the two weeks of training and testing to his interests. May was even able to get one of S.H.I.E.L.D.'s historians (who happened to specialize in World War II) to research Captain America's fighting style and develop a class in which Coulson could learn all of his idol's signature moves. Several of the training sessions did not even involve anything physical; in addition to the nonprofit and public speaking classes (which Melinda hated every second of), Coulson and May had brushed up on their political science and civics, earned their first aid and domestic violence advocate certifications, and at one point had a private cooking lesson to learn how to prepare food suitable for the calorie guzzler Coulson proved to be.

After the first two nights in the observation room, Phil expressed his discomfort of being there, mostly because he could see through the two-way mirror that hung over the dresser ("so that's why they called it an observation room," he had said with an impossibly flat expression). They had not requested the extra bed because Melinda allowed Phil hold her through the night when he needed to. Both agents (mostly May) insisted on being moved to a private room, and their request was granted by the fourth night. They had sex on the fifth night when he asked her if they could try it "just to see if it still felt the same". On the plus side, Phil lasted longer and recovered faster, but that was only after trying to maneuver around his heightened sensitivity and his perpetual need to tell Melinda he loved her. The evening had been spent experimenting and working out compromises between his super soldier libido and her mortal stamina. They also had a conversation that night about keeping things on the low key so their relationship did not affect their ability to do their own jobs. It was really no different from what they had before, only this time there were several enhancements to take into account. For them, it meant sex could only happen once every few days or so, and only when both parties could soundly consent, ("And I know you love me, Phil, so you don't have to say it every thirty seconds," May had delicately assured him).

One day after the original two-week monitoring period, Coulson and May met Dr. Morita at one of the sub-ground level training simulators. Coulson wore a black standard ops outfit equipped with his weapons of choice: two pistols, a dagger, and a flat vibranium shield strapped across his back. The shield had been his idea, as a sort of homage to his idol but with several ambitious differences (thanks in no small part to the combined plotting of Morita and May). While it was about two-thirds the diameter of Captain America's shield, it doubled as a circular saw with retractable teeth. It was crafted with a tonfa-like base to ensure Coulson's arm remained intact when the saw was activated. At first, Phil was greatly opposed to this modification, but after he sliced through a solid steel door as though it were made of soft pine, he quickly reconsidered.

Thus the lead scientist met them outside the sim room. She explained that this would be the final test, per se. Coulson's performance today would determine how S.H.I.E.L.D. was going to go about presenting the new super soldier to the public. "Basically they have to determine whether to market you as a figure head or a weapon," she stated. Her use of the word "weapon" sent a chill down Coulson's spine. Dr. Morita scanned her finger on a side control panel, and the door in front of them slid open silently. It was at least twice as big as the sim room Coulson and May had been using during the past two weeks. It was completely empty at the moment, but the solid black floors and thirty-foot walls contained hidden partitions and trap doors, obstacles, and whatever else an agent's training session called for.

"Director Fury is watching, on your eleven up high," Coulson whispered for only May to hear as they stood side by side in the doorway. "Heavily tinted glass, and Fury's standing behind it with his hands behind his back. Bryant, Gbadamosi, and even Morrison are there as well," he pointed out, referring to two of the researchers and the Captain America scholar. Then it hit him that when Morita had said "they" were judging him, she had meant Nick Fury himself.

"Agent May, if you wouldn't mind following me," Dr. Morita interrupted. They were all too familiar by now with the impatient "c'mere" hand gesture that seemed to punctuate every request she made. May didn't follow immediately, but when she did, Coulson had to resist the urge to fall in step next to her. He sensed the door beginning to close and stepped into the room as it slid shut. It was then that he realized this marked the first time he'd be doing this without Melinda close by. The familiar whirlwind of negative thoughts started up in his mind again; of course she can't always be there, she's not the one with the serum, you've gotta get used to not having her, because what if she was injured or killed, what then, would you be able to that's silly you'd probably freeze and not know what to do and BREATHE, PHIL. In his mind, Coulson could hear May's voice breaking through the darkness and replanting him back into the present moment. Coulson made a conscious effort to inhale slowly through his nose and let it out in a controlled stream, just like they had practiced. He repeated it twice more for good measure before walking towards the center of the expansive room.

Dr. Morita's voice echoed through the room via intercom, "Agent Phil Coulson, codename Star Spangler, report."

Oh boy.

It took all of Coulson's willpower to keep himself from burying his face in his hands. That embarrassing nickname had been given to him years ago by May the first time she saw him in his Captain America boxers. After she had seen him enter the super soldier capsule two weeks ago with only those underpants, she picked Star Spangled Dangler right back up. It was a joke between the two of them, but Phil would not put it past Melinda to share this information with everyone in the bio research department. Thankfully, it seemed Dr. Morita had the courtesy to change it to something slightly more appropriate. Still, he hadn't been forewarned that she planned to introduce him to the director of S.H.I.E.L.D. by that moniker.

There was nothing more he could do than respond, "Star Spangler, reporting for duty." Phil was sure Melinda was laughing her ass off right now, but he didn't see her behind the black-shielded glass. Dr. Morita must have positioned her elsewhere on purpose, herself being one of the most knowledgeable of his new abilities. 

"Your mission," announced Dr. Morita, "is to neutralize each target as quickly and efficiently as you can. You have ten minutes, starting now." 

A spectacle of sorts followed, complete with vertical wall-scaling, long-jumping, power-lifting, and constant landscape changing as Coulson pursued several baseball-sized drones. Out of seven, Coulson was able to take down four with his gun and one with a well-aimed concrete block. Then came the killer-droid dodging. He evaded the first automaton fighter as it dropped in from an overhead opening, and he shot it with his pistol in the exact center of its optical lens. The bot tried to blindly shoot at him, but Coulson deflected most of the shots with his shield and fired back, hitting its elbow and knee joints to incapacitate it. The two remaining little drones flew at him from different directions. He shot one down and used his shield to smack the last one into the writhing remains of the fighter bot. Both machines shorted and died.

Not even five seconds after, Coulson reflexively dropped to the floor and executed a swift donkey kick to a second droid who was sneaking up behind him. He hopped back onto his feet and bashed the bot a few times with the face of his shield. When the bot kept going, he grabbed it by the arm and flipped it Captain America-style onto the floor. Then he  knelt down and smacked its head with the shield, with enough force to break all the circuitry to its neck and shut it down.

A third droid quietly elevated up from a trap door behind Coulson, but he whipped around and engaged it in hand-to-hand combat. His left arm deflected blows with the shield while his right hand punched dents into the bot's armor. As he moved to strike it sideways with the edge of the shield, the shield started spinning rapidly on an axis; the result was a cleanly chopped off robot head.

Coulson finally got a chance to catch his breath, but after his second exhale, he sensed a flying object speeding towards him on his nine. He leaned back a bit and watched an arrow zip by, just centimeters away from his nose. Phil glanced in the direction from which it came and saw a masked flesh-and-blood person jump onto a newly created ledge eight feet above the ground. Besides May, Coulson had not had a chance to fight with an actual person. Head chopping was definitely not an option this time.

Coulson quickly followed, his ears ringing with the whizz of arrows as he evaded them. A middle portion of the ledge retreated back into the wall, so he had to run along the side of the wall to clear the gap. As he closed the distance between them, he pushed himself off and tackled the assailant with enough force to knock them both off the ledge and down eight feet. Despite clinging to the other person, Coulson managed to roll them both into a clean landing in which the mystery person was flipped face down with an arm twisted behind their back. The bow had clattered about two feet away, just close enough for Coulson to use his foot to retrieve it. He knelt on the twisted arm so he could use one hand to hold the compact bow down while the other severed the steel-reinforced bowstring from its spools using the saw-shield. Finally, he used the bowstring to tie up the attacker's hands behind their back. Then Phil declared, "This is for being a little shit of a freshman during my first year as an R.A.--"

"Time!" interrupted Dr. Morita.  Coulson stood up and dragged the masked archer onto their feet. Through the tinted glass, he could see Bryant, Gbadamosi, and Morrison applauding behind a neutral Morita and a stone-faced Nick Fury. Morita, knowing Coulson could see her, made her usual beckoning motion and pointed down to the panel opening below the observation room. The victor and his target walked through and were met by May, who went straight for the captive. "When Barton heard you were the new super soldier, he wanted to give you a gift." She pulled off the mask to reveal Clint Barton's signature smug face. He shook his head in defeat.

"What can I say? You've been gone for two weeks, no postcard or nothing, and then they need a volunteer for an in-house ass-whooping. So I signed on thinking it maybe I'd have a chance to find out whether they'd turned you into Frankoulson or something." Barton turned and wriggled his hands behind his back to catch May's attention. Melinda rolled her eyes and produced a pair of wire cutters to undo Phil's handiwork. Once she snipped the bonds, Clint clapped a hand on Coulson's shoulder. "Congrats, buddy. You've properly avenged the Captain America coffee mug I misplaced during Welcome Week."

"I distinctly remember you knocking it down and breaking it," Coulson corrected him, "and that's not the only birdbrained thing you did as a fishy."

Barton shrugged and walked towards the elevator, switching places with Dr. Morita and the researchers who got off. The project leader smiled and nodded at Clint while the others gathered around and congratulated Coulson. Fury was nowhere in sight. "The director said he will see you tomorrow in his office," Morita told Coulson, "along with Agent May. He also said to bring the shield and wear briefs tomorrow. I believe he's going to have you model different ideas for Star Spangler's look. He really likes the name, by the way."

This time, Phil did hear Melinda snicker. He nudged her with his elbow, which only earned him a "sorry, not sorry" expression. It looked like Phil Coulson now had a much more difficult challenge ahead of him: to take that ridiculous nickname and somehow, through some divine miracle, turn it into something worthy of a hero.

 

**Notes for the Chapter:**

> Apologies for the delay, I've been busy with my new job. I've been itching to get this plot moving, so there might be some timeskipping within the next few chapters.


	5. Counting Teeth and Pulling Punches

**Summary for the Chapter:**

> Star Spangler gets his own uniform and prepares for duty, but what use will it be if the war ends before he can begin?

**Notes for the Chapter:**

> Sorry for the lack of update, it's taken me a while to get this to where I wanted it. I'm still trying to figure out timeline stuff a bit so it can correlate with the U.S./Iraq war, so don't be surprised if there's a major time jump or two in future updates.

**April 5, 2003**

 

On the morning after the sim room demonstration, Coulson and May had shown up, shield in tow, at Fury's office only to find that he wasn't even there. Urgent business had caused the director to depart the night before (something about trying to recruit a neuroscience med resident with a strange last name), but he had wanted to make sure Coulson got his verbal report card straight from its source. Hence, a video conference was set up from an undisclosed location. Fury expressed his deadpan satisfaction with the previous day's power display, though he did share some of Coulson's initial reservations about having a circular saw built into a shield. But once May got a few well-placed words in, Fury reconsidered and stated that the person who came up with that concept would get a raise. He then informed Coulson and May of the "unveiling" that would occur at the beginning of next month, insinuating that showing up in business attire wouldn't do much in the way of public hero images. No, Star Spangler needed an outfit that would embody who he was as a person and what he stood for, which was, of course, the American way.  With that ominous note, the video conference concluded and the two agents were immediately escorted to the uniform design department.

The rest of that day was spent with the agency's highest ranking uniform designer to come up with different ideas for a "star-spangled man's costume". Coulson was measured from head to foot (and in areas that made the new super soldier suspect that Fury had told him to wear briefs for a very specific reason) before the designer started pitching different ideas. The first four were turned down by Coulson from the get-go, but had May not been there, Coulson would have been talked into the one that had all fifty stars placed randomly on his suit (May had pointed to different stars and recited "heart, jugular, liver, spleen, pancreas…" and so on for each star that was situated over a vital organ). The two agents brainstormed with the designer for nearly three hours to come up with a concept that was much more easy on the eyes. It then took another hour to decide on a design for the shield.

The uniform design files were sent over to the senior tailor's office with high security clearance and top priority, while the shield was scheduled for a paint job over in the armory. Until then, Phil had enough things to keep him occupied, like deciding whether or not to tell May and Morita that he had to take forty pounds off his bench press that morning.

 

**April 19, 2003**

 

"I see you've recovered from your little slump there," Melinda observed two weeks later as she and Phil sparred. They had broken out the mats in their own apartment this time around to avoid a repeat of that morning. He had practically pounced on her like a tom cat in heat after she had made a suggestive remark, which almost led to them getting down and dirty right in the middle of the bio department gym, interns and researchers be damned. Melinda had done her best to coax him into following her back to their place so they could get "a more thorough workout".

Dr. Morita had wanted to keep the new super soldier close by, so she had offered to move the couple from the small private room into a much larger two-bedroom researcher apartment (which was normally for staff who could not leave the facility for an extended period of time; Morita had literally moved into one and made it her permanent residence). Now, two weeks later, Coulson and May still occupied that room and had turned it into their home base, so to speak. They had converted one of the bedrooms into a small training room for days like this when Phil's behavior was unpredictable. An innuendo that normally would have only elicited a nervous chuckle from him now seemed to trigger a completely different response, one that would be best played out away from public view.

Coulson dodged May's punches easily and lunged out of the way. "What sort of slump do you mean?" he inquired, with no hint of fatigue in his voice as his body countered every blow that came his way.

"Don't play dumb, Phil; I know you took a nosedive after the demo. It was like after the show you put on for Fury, you were back to where you were before got the serum. Are you sure it isn't affecting you in some negative sort of way?"

"I'm sure it was just a bit of overexertion or something," he said, always pulling his punches just short of hitting May too hard. There was a good deal of truth in her words, though; Coulson hadn't exactly reached a pre-serum low, but there had been a noticeable decline for about a week following the show he had put on. Thankfully, he seemed to make an overnight recovery around April 12. "Morita told me that the serum could still be adapting and learning how to compensate for things like that. She said I'd be back to my 'normal super self' again, and I guess I am. I'm not even sure what 'normal' should look like for me now."

He grabbed May's right kick before it could hit him and flipped her onto the floor with ease. She caught herself and was about to get up when Coulson tapped her shoulder three times, their nonverbal cue to stop fighting. May relaxed and lay on her back as he kneeled down and continued. "Truth is, I'm not really sure about anything anymore. Except you. Whatever this project has thrown my way, I know I wouldn't have made it without you." He leaned down and kissed Melinda, settling above her as he did so.  It didn't take long at all for them to pick up where they had left off earlier that morning.

 

**May 1, 2003**

 

Star Spangler had been slated to make his first public appearance on what should have been a peaceful Thursday afternoon. 

That morning, Phil was modeling his new costume for an audience of one in front of the full-body mirror. The base of the outfit was a simple navy blue hooded tactical suit with a red leather cross-body utility belt ("I don't do spandex," Coulson had established when he first met the designer, which had eliminated at least half of the proposed designs). Ten silver stars ran down from shoulder to hand on each arm, while the side of each leg from hip to ankle sported a line of fourteen stars. One star on each side of his mask hood made for an even twenty-five silver stars on his left and on his right, which together symbolized the fifty United States.

As for the shield, Coulson had originally wanted it designed with fifty white stars in rings of five, ten, fifteen, and twenty on a blue background. May thought the shield was fine just the way it was now, plain vibranium polished to mirror finish; there was such a thing as too many stars, anyhow. Phil said the reflective metal would be distracting; Melinda argued that having fifty stars that blurred into a target circle wasn't much better. Out of sheer curiosity, Coulson counted all the teeth on its saw blade, and found there were exactly fifty. A compromise was reached: each saw tooth was its own symbolic "star", and the shield itself was painted red except for a single unpainted silvery star in the middle. It allowed for reflection in an area that took up a bit more than half the shield's surface. As he held it up in front of the mirror, the star seemed to reflect itself into infinity.

All together, there was a bit of a Captain American vibe, but with enough original elements that Coulson could see himself being his own person, his own hero. He wasn't sure how he felt about the possibility of seeing "Star Spangler" comic books in circulation, but if this exposé helped boost the morale of the American public, he'd probably even end up starring in his own TV show.

"Whatcha feel, Phil?" May asked as she stepped out of the bathroom in her own "costume" of sorts, (which Coulson had secretly talked the designer into making for her as a surprise). It consisted of a red leather jacket with a silver star sewn to each shoulder. Even though she simply wore it over her black standard ops outfit, it made her look ten times more kickass than usual, which in itself was a major feat. More importantly, it complimented Star Spangler's uniform very nicely. What they hadn't decided on was a codename.

Phil shrugged. "I feel like the poster boy for war bonds or something. Then again, that's exactly what Captain America was before he showed his true potential."

Melinda rested her chin on his shoulder and stared at their reflections in the mirror. "Do you think you'll have to go around the country punching Hussein in the face?"

"It wasn't Hussein, it was Hitl--oh, you mean in modern terms." That would be a bit much, now that he thought about it. He had no idea if S.H.I.E.L.D. was going to go the exact same route as they had with Steve Rogers, even to go so far as to replicate the situation under which he became a national hero.

Before either could do or say anything else, their apartment phone rang. The caller ID flashed Dr. Morita's extension number. Coulson walked over, picked it up and answered cheerfully, "Star Spangler reporting for du-"  
"Turn on the news," Morita interrupted, "you're going to want to see this."

Coulson pantomimed clicking a remote, signaling for May to turn the television on. It was already on the international news station, which was showing video footage of America's president deplaning and holding up a V for victory sign with his fingers. The faceless newscaster explained that the president "has declared an end to the major combat operations in Iraq, considering it to be 'mission accomplished'. American and allied troops have prevailed over-"

"What does this mean for us, Dr. Morita?" Coulson asked loudly over the announcement.

"As far as the American public knows, Iraq is neutralized and most of the boys are packing up to come back home. We told them not to declare victory so early on, but as usual they didn't listen. Any sort of super soldier reveal now could spell huge trouble for S.H.I.E.L.D., so we're doing away with today's plans. With all the plans, actually; Star Spangler will not exist outside of this organization. The press conference agenda has been changed to address post-invasion proceedings."

Coulson pinched the bridge of his nose, a sudden headache coming on. "I guess I did all that work for nothing, then," he groaned.

"Don't be so sure about that. I'm sure Fury will find something for you to do." Not another word was said before the line went dead. Coulson hung the phone back up and sat on the bed in full regalia. Melinda joined him a few seconds later.

"Whatcha feel?" she whispered.

Phil tugged his mask hood back and explained, "I feel useless. The President has deemed the invasion a success, so me showing up to the press conference is out of the question. Star Spangler has become obsolete."

Melinda clapped a hand on his shoulder and suggested, "Think of it this way: at least you won't have to go around the country to boy scout meetings and stuff to punch a dictator two hundred times a month, and nobody will ever know about that god-awful star vomit suit you almost ended up picking."

Phil chuckled a little, but not enough to bring him out of his mood. "I guess they wasted the serum on a short war. The world isn't ready for another superhero yet." He turned to Melinda and asked, "Whatcha say?"

Just then, something slid under the crack of the door into their apartment. May walked over and picked up a sealed S.H.I.E.L.D. folder that had _Classified_ stamped across in red. She broke the seal and glanced through the folder's contents before finally answering Phil's question. "I say the world might not be ready, but apparently S.H.I.E.L.D. has been waiting sixty years for you." May spread the papers and photos out on the bed for Coulson to take in; the maps of Baghdad and Fallujah, mugshots of hard-faced men, and black-out ridden documents brought to mind what Morita had said earlier. "I guess we're not really withdrawing from Iraq after all," May concluded, holding up one paper in particular that had the heading _Operation: Early Light_ , "because Star Spangler just got his first assignment."


	6. Operation: Early Light

**Summary for the Chapter:**

> When Coulson and May return from their seven-month tour of duty, they are closer than ever, but in a way that neither would have ever thought possible...

**Notes for the Chapter:**

> Apologies again for the late update. Work and life, ya know. You might have noticed a slight change to the title and summary, and that's because I write this stuff as I go along.

** December 8, 2003 **

_ Operation: Early Light _  had been a success. The objective  was to set up top-secret units all over Iraq and Afghanistan as a precautionary measure, to keep tabs on the Taliban and other terrorist activity after the American troops left. This involved covertly transporting S.H.I.E.L.D. agents to war zones and neutral territory alike, all while not arousing the suspicion of even the United States Army. The first UNICEF-chartered plane had departed to Damascus on May 5, and by May 10, Coulson and May were crossing over the Iraqi border in an armored car.  

Star Spangler's main duty had been to oversee the installation of these units. Most of them consisted of intelligence agents with not as much combat training, meaning that they needed a guardian of sorts if they ran into a snag. The main conflict areas such as Fallujah, Kabul, and Baghdad had been a breeze; Star Spangler and his quiet female companion were able to slide in where the military had left as part of an "international war relief effort". While they did bring food and blankets to townsfolk affected by the terror attacks, their rounds served a double purpose of scouting out the best places to station the agents, who disguised themselves as social workers. 

Coulson had felt comfortable wearing his costume (usually minus the hooded mask and red harness) during these particular trips, mainly because the simple navy blue with silver stars did not scream "America hell yeah!" as much as any other uniform might have. It certainly helped that the uniform designers had the foresight to supply similar outfits to the other "volunteers". His shield was small enough to be concealed beneath a hiking backpack for easy access. Therefore, he was able to convince most of the locals and military personnel that he was just an average Western humanitarian worker whose organization happened to wear markedly starry uniforms. He provided a similar explanation for May's red leather jacket, but she did not wear it often enough for anyone to really ask in the first place.

Despite this, Coulson had quickly learned that plenty of locals did not take kindly to things that even vaguely represented America. It had taken three washes to get the rotten tomato and egg out of his uniform after their first rural area visit. He couldn't afford not to wear it, though; as the "relief effort" leader, Coulson was responsible for the agents and therefore was the first line of defense against any attack. The uniform was ten times stronger against bullets than the standard ops getup, and in that part of the world at that time, protection was paramount. Besides, it set him apart from the other agents and gave Star Spangler the visual aspect of leadership he needed.  

Now, after seven months of fauxmanitarian work, Star Spangler was coming back stateside. Phil had dutifully maintained a digital log of his activity, which the airborne jet was currently streaming back to R&D via secure satellite transmission. During their half-year-plus tour, Coulson and May had helped tuck away seventy-four agents all around Afghanistan and Iraq, survived sixteen attacks of varying risk, witnessed five explosions, and partaken in three counterattacks. There had been plenty of opportunities for Star  Spangler  to test his modified skills and his shield. Utilizing the latter had raised several eyebrows on both sides, most notably when he cut through steel and wood to save civilians trapped in bomb wreckage. 

Almost every relevant moment was audio-recorded into a handheld device, which was plugged into an encrypted hard drive every week for an hour to be converted into a coded transcript.  Coulson also kept his own written journal, filled with thoughts and ideas that were too personal to keep on a classified S.H.I.E.L.D.-issued database. He was writing his entry for December 8 just as they were starting to cross the Atlantic, but he paused after the third sentence and reread what he'd just penned. It strangely felt like he had written the exact words "feeling a bit deflated in every possible way" sometime before. He flipped back to November 7 and scanned the page, only to find the very same phrase inserted in the second sentence for that day. The same or similar held true for October 7, September 6, and so on back until May 5. Going back forward in time, he began to spot another pattern starting on May 19, but this time with words such as "raring to go", "inexplicably horny", and "itching to kick some ass" popping up every four weeks or so.

Coulson mentally backtracked to the day he became the new super soldier. As he did so, a single possibility became disturbingly clear. He glanced at May, who sat contentedly next to him reading  The Seven Pillars of Wisdom  by T.E. Lawrence. It was a long shot into a dark left field, but Phil had to ask. 

"Melinda, are you on your period right now?"

The thick book between them did not drop immediately, but when it did, May's face was one of wary confusion. "Yeah, why?"

"Where would you say you were in your monthly cycle when I got the serum?"

"That was, what, March 20th or so? I think I was right between periods," May answered carefully, "but what's that got to do with anything?"

Coulson pondered aloud, "So your hormones would have been at their most active, right? Back at the Academy, I think I remember you saying something about how all the girls in the dorm were getting their periods around the same time because their hormones would affect each other. Think about it: we've barely been apart since the serum. That first month especially; sharing a bed, training together...having sex, for god's sake! And these past six or seven months have been the two of us practically breathing the same air all day, everyday. Not that I don't enjoy your company, but if I were a girl, our periods would totally be in sync now."

It took a moment for May to realize what Coulson was suggesting. "Wait a minute, then, are you saying…?"

"I think the serum has synchronized with your menstrual cycle. I've noticed that my power seems to fluctuate on a monthly basis. Basically, I'm having the super soldier equivalent of a period."

For a moment, May stared at him dumbfounded. Then she cracked a smile and giggled, which then turned into full-on laughter, complete with knee-slapping and snorting. Coulson tried his damnedest to keep a straight face, but the more he thought about it, the funnier it became. Of all the things his power could rely on, it just had to be his best friend's hormones. Had there not been those five other agents seated in the small jet cabin, he would have reacted almost exactly like May had. It was enough that they were asked to pipe down after fifteen seconds of their combined laughter. So he giggled instead.

** December 12, 2003 **

"We probably should have factored that into the serum's adaptive process," Dr. Morita admitted after hearing Coulson and May's theory. "You remember how it took a good week for it to somewhat stabilize. I'm willing to bet it didn't stop after that. The original team never did get to see how the serum can be affected by hormones or sexual contact."

The modern team, on the other hand, was able to rave over this new development.  If the serum could be affected by outside influences, the implications were both wondrous and worrisome. Thankfully, the privacy of Morita's office kept Star Spangler out of the grabby researchers' hands for the moment. It was a surprisingly casual setting for one of S.H.I.E.L.D.'s top minds, and it felt much more like a living room than an office as Coulson and May sat on a sofa across from Morita's plush high-backed chair.

Being the diligent enthusiast he was, Coulson pointed out, "According to Director Carter's autobiography, Captain Rogers only ever kissed two girls in his lifetime, herself included."

"So unless Cap had hot, forbidden gay army sex," May postulated, "he's as much of a virgin as they come. Or perhaps…" She paused for a moment and remarked coyly, "…maybe that's why he's so manly!"

Phil did not have to guess what she meant by that, and he gaped at her in disbelief. "Melinda, you did not just say that! There's no way he could have been…you know…"

"It's actually not so farfetched of an assumption," Dr. Morita chimed in. "Uncle Jim told us it wasn't uncommon for men to seek companionship with each other in the army." 

"Sort of like Lawrence's thinly veiled homosexuality in  Seven Pillars , right?"

"Exactly! I remember Uncle Jim saying something about Rogers and Barnes  being particularly close and even sharing a tent once when--"

"I'm not listening, I'm not listening!" Coulson repeated loudly as he clapped his hands over his ears. "Yes, I know this doesn't do much to block my heightened hearing, but I refuse to listen!" May chuckled lightly, but then she became quiet as a sly grin crept across her face. Phil was all too familiar with that look. "What have you come up with now?" he demanded, cautiously lowering his hands. 

Melinda simply smirked and said, "I was just thinking that the history books will need to be revised to include the lost adventures of Captain Americock and Fucky Barnes."

This time, it was Dr. Stephanie Morita who lost her composure. She sputtered with surprise and started laughing high and loud. May joined her, partly because the scientist's response had been so unexpected. Coulson simply looked on in shock. He knew Melinda loved that kind of humor, but the niece of a Howling Commando? The two barely noticed him pushing off the couch onto his feet because every time Morita attempted to repeat those nicknames, another laugh attack broke out. "Fu-Fucky…Cap…Captain Ameri-…Americockhahahaha!" This resulted in even more laughter from both women. 

Their girlish giggling followed Coulson out of the office, who walked away utterly defeated. He could only mutter, "Now I'll never look at  Lawrence of Arabia  or Bucky Barnes the same way again." 

\---

It took a few minutes for the two women to calm down, but when they noticed Coulson's absence, it became considerably easier to gather their wits.

"You gotta know how to push his buttons in just the right way," May explained as she wiped the tears from her face. "I'm sure he'll forgive me later."

Dr. Morita regained control of her breathing and assumed her normal demeanor. "There's something I wanted to discuss with you privately anyhow. We got the results back from Tuesday's blood test."

May remembered how one of the first things she and Coulson had done upon their return on December 9 was endure a string of lab tests. Morita had wanted to make sure neither had been medically compromised while abroad, though Melinda knew that Phil's blood was of much higher priority than hers. "Did you already find something to support Coulson's idea, something you couldn't tell him about?" she asked. 

"I was actually referring to your blood test, Agent May. I have reason to believe that your body could be affected by the serum as well."Melinda listened intently as Morita explained, "It's fascinating, really. There seems to be no outward effects, so anyone outside of S.H.I.E.L.D wouldn't know what to look for, but we've found several very acute genetic mutations that do not match what we have on file for you. They're nearly identical to the kind of changes we've seen in Coulson's DNA, except on a much smaller scale. Mind if I ask how many times you and Coulson have had sex since the serum?"

May cocked an eyebrow. "You mean exact or approximate?" Dr. Morita made a much smaller c'mere gesture than usual with her hand, an indication that she just wanted some sort of answer. "It was about once or twice a week after the serum, then just whenever we could while we were abroad. So maybe…a dozen or so times in nine months?"

Morita nodded. "We think that the serum could potentially be transmitted in trace amounts through certain bodily fluids. If we can get Coulson to consent to giving us a saliva and seminal sample, we might be able to find some sort of connection."

"Do you think I've been getting mini doses of serum?" May wondered aloud. 

"We don't know that for sure yet," conceded Morita, "and until we do, I can't tell you how to conduct your private affairs. Do it twice a day for all I care; just keep an eye out for any changes in your body."

"Trust me, you'll be the second one to know," May assured her with a smile as she got up from the sofa. "Speaking of which, I should probably check on Phil. I think we broke his childhood." She left Dr. Morita's office with a quick goodbye and returned to the apartment she still shared with Coulson. It had been saved for them during their seven-month absence, and as she walked in, she saw that Phil had dusted all the shelves and tidied their workout room. Now he was curled up on the couch with Peggy Carter's autobiography in his lap. He read intently, seeming to find comfort in the past he had never lived. For all Coulson had gone through, May figured he deserved moments like this; Phil's faith in Captain America's legacy was one of the few pure things left in their world.  


End file.
